Common use of PERMITS AND INTANGIBLES Clause in Contracts

PERMITS AND INTANGIBLES. The COMPANY holds all licenses, franchises, permits and other governmental authorizations the absence of any of which could have a Material Adverse Effect on its business, and the COMPANY has delivered to TSII an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13). To the knowledge of the COMPANY, the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 are valid, and the COMPANY has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 and is not in violation of any of the foregoing except where such noncompliance or violation would not have a Material Adverse Effect on the COMPANY. Except as specifically provided on Schedule 5.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY Company holds all licenses, franchises, permits and other governmental authorizations the absence of any of which could have a Material Adverse Effect on its business, and the COMPANY Company has delivered to TSII QSI an accurate list and summary description (which is set forth on Schedule 5.124.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY Company (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.134.13). To the knowledge Knowledge of the COMPANYCompany, the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 4.12 and 5.13 4.13 are valid, and the COMPANY Company has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 4.12 and 5.13 4.13 and is not in violation of any of the foregoing except where such noncompliance or violation would not have a Material Adverse Effect on the COMPANYCompany. Except as specifically provided on Schedule 5.124.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY Company by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY Each of the COMPANIES holds all licenses, franchises, permits and other governmental authorizations that are necessary for the absence operation of any the business of which could have a Material Adverse Effect on its businesssuch COMPANY as now conducted, and the such COMPANY has delivered to TSII VPI an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the such COMPANY (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13). To the knowledge of the COMPANY, the The licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 are valid, and the such COMPANY has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY Each of the COMPANIES has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 and is not in violation of any of the foregoing foregoing, except where for inadvertent, immaterial noncompliance with such requirements, standards, criteria and conditions (provided that any such noncompliance or violation would not have shall be deemed a Material Adverse Effect on the COMPANYbreach of this Section 5.12 for purposes of Section 11 hereof). Except as specifically provided on Schedule 5.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the each COMPANY by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY holds all licenses, franchises, permits and other governmental authorizations that are necessary for the absence operation of any the business of which could have a Material Adverse Effect on its businessthe COMPANY as now conducted, and the COMPANY has delivered to TSII VPI an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13). To the knowledge of the COMPANY, the The licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 are valid, and the COMPANY has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 and is not in violation of any of the foregoing foregoing, except where for inadvertent, immaterial noncompliance with such requirements, standards, criteria and conditions (provided that any such noncompliance or violation would not have shall be deemed a Material Adverse Effect on the COMPANYbreach of this Section 5.12 for purposes of Section 11 hereof). Except as specifically provided on Schedule 5.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY holds To the best knowledge of the Stockholders, the Company and its employees hold all material licenses, franchises, permits and other governmental authorizations required in connection with the absence conduct of any of which could have a Material Adverse Effect on its business, and the COMPANY has delivered to TSII Company's business as it is now being conducted. Schedule 5.8 sets forth an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.135.9). To the best knowledge of the COMPANYStockholders, the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 5.8 and 5.13 5.9 are valid, and the COMPANY . The Company has not received any notice that any governmental authority person intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY Company has conducted for the past five years and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 5.8 and 5.13 5.9 and is not in violation of any of the foregoing foregoing, except where any such noncompliance or violation would has not had and will not have a Material Adverse Effect on the COMPANYEffect. Except as specifically provided set forth on Schedule 5.125.8 or 5.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY Company by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY Except as set forth on SCHEDULE 2.8, the Company holds all licenses, franchises, permits and other governmental authorizations required in connection with the absence conduct of any of which could have a Material Adverse Effect on its the Company's business, and the COMPANY has delivered to TSII . SCHEDULE 2.8 sets forth an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13SCHEDULE 2.9). To the knowledge of the COMPANY, the licenses, franchises, permits The Intangible Assets and other governmental authorizations listed on Schedules 5.12 2.8 and 5.13 2.9 are valid, and the COMPANY Company has not received any notice that any governmental authority person intends to cancel, terminate or not renew any such license, franchise, permit Intangible Assets or other governmental authorization. The COMPANY Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits Intangible Assets and other governmental authorizations listed on Schedules 5.12 2.8 and 5.13 2.9 and is not in violation of any of the foregoing except where such noncompliance or violation would not have a Material Adverse Effect on the COMPANYforegoing. Except as specifically provided set forth on Schedule 5.122.8 or 2.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY Company by, any such licenses, franchises, permits Intangible Assets or government other governmental authorizations.

PERMITS AND INTANGIBLES. The COMPANY holds all licenses, franchises, permits and other governmental authorizations that are necessary for the absence operation of any the business of which could have a Material Adverse Effect on its businessthe COMPANY as now conducted, and the COMPANY has delivered to TSII VPI an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the COMPANY (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13). To the knowledge of the COMPANY, the The licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 are valid, and the COMPANY has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The Except as set forth on Schedule 5.12, the COMPANY has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 and is not in violation of any of the foregoing foregoing, except where for inadvertent, immaterial noncompliance with such requirements, standards, criteria and conditions (provided that any such noncompliance or violation would not have shall be deemed a Material Adverse Effect on the COMPANYbreach of this Section 5.12 for purposes of Section 11 hereof). Except as specifically provided on Schedule 5.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY by, any such licenses, franchises, permits or government authorizations.

PERMITS AND INTANGIBLES. The COMPANY Each of the COMPANIES holds all licenses, franchises, permits and other governmental authorizations that are necessary for the absence operation of any the business of which could have a Material Adverse Effect on its businesssuch COMPANY as now conducted, and the such COMPANY has delivered to TSII VPI an accurate list and summary description (which is set forth on Schedule 5.12) of all such licenses, franchises, permits and other governmental authorizations, including permits, titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the such COMPANY (including interests in software or other technology systems, programs and intellectual property) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on Schedule 5.13). To the knowledge of the COMPANY, the The licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 are valid, and the such COMPANY has not received any notice that any governmental authority intends to cancel, terminate or not renew any such license, franchise, permit or other governmental authorization. The COMPANY Each of the COMPANIES has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the licenses, franchises, permits and other governmental authorizations listed on Schedules 5.12 and 5.13 and is not in violation of any of the foregoing foregoing, except where for inadvertent, immaterial noncompliance with such requirements, standards, criteria and conditions (provided that any such noncompliance or violation would not have shall be deemed a Material Adverse Effect on the COMPANYbreach of this Section 5.12 for purposes of Section 11 hereof). Except as specifically provided on Schedule 5.12, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the COMPANY by, any such licenses, franchises, permits or government authorizations.